HENCHEL GREGORY J 4

What Happened

• Gregory J. Henchel, EVP, General Counsel & Secretary of Abercrombie & Fitch Co. (ANF), had 2,012 restricted stock units (RSUs) convert into common shares on March 11, 2026. The conversion shows a $0 exercise price (typical for RSUs). To satisfy tax withholding, 888 of those shares were surrendered/withheld at a reported price of $87.28 each, totaling about $77,505. The transaction resulted in a net receipt of 1,124 shares (2,012 converted minus 888 withheld).

Key Details

• Transaction date: 2026-03-11 (reported on Form 4 filed 2026-03-13 — timely).
• Conversion: 2,012 RSUs converted to common shares (code M — exercise/conversion of derivative) at $0.00.
• Tax withholding/disposition: 888 shares withheld/disposed (code F) at $87.28 each, proceeds/withholding value ≈ $77,505.
• Net shares retained from this conversion: 1,124 shares.
• Shares owned after transaction: Not specified in the filing.
• Footnotes: F1 — each RSU equals one share upon vest/settlement; F2 — these RSUs vest one-third per year beginning on the first anniversary of the grant.
• Filing timeliness: Filed two days after the transaction; not indicated as late.

Context

• This was not an open-market purchase or sale expressing a market view but a routine RSU vest/settlement with company withholding to meet tax obligations (a common practice, similar to a cashless exercise). Code explanations: M = exercise/conversion of a derivative (here conversion of RSUs); F = payment of exercise price or tax liability (share withholding). Such withholding transactions typically reflect compensation tax mechanics rather than a directional trade by the insider.